Avalon Church Bylaws

Avalon Church, Inc.
A State Nonprofit Religious Corporation

Preamble to the Bylaws

Avalon Church endeavors to be a Church of the Lord Jesus Christ as described, established, and mandated by the New Testament. The purpose of these Bylaws is to help us accomplish the task of this Church in a “decent and orderly” manner through the use of effective and efficient means of good stewardship of the body’s time, gifts and resources. Our ultimate desire is to bring glory to God through the Church.

These Bylaws are to provide general guidance on organization, governance and operation, based upon biblical principles and practices. However, the ultimate authority for Avalon Church’s organization, governance and operation is the Bible. When a conflict or ambiguity exists with regard to these Bylaws, deference is to be given to the biblical reference to resolve the conflict or ambiguity.

Article I
Name and Principal Office

The name of the Corporation is Avalon Church. This Corporation will be further referred to in the Bylaws as the “Church”. The Church maintains its principal office at 13460 Tanja King Boulevard, Orlando FL 32828.

Article II

Section 1: General

The New Testament presents a picture of definable groups of people who, once committed to the Lord, identified themselves with and committed themselves to a particular local body. (Rom. 16:1; 1 Cor. 1:2; 2 Cor. 8:1; Phil. 1:1; Acts 11:26)

In order to implement the principles of accountability and commitment to the local body of Christ, as defined in the New Testament and practiced in the early churches, Avalon Church recognizes the need for formal membership. Membership in this Church shall consist of all persons who have met the qualifications for membership and are listed on the membership role.

Section 2: Candidacy and Membership

Any person who has personally received Christ as their Savior and Lord, who has received baptism as a testimony of their salvation, and who desires to be committed to Avalon Church as a local body of believers may become members of Avalon Church through the following procedures:

1. Approach an elder, staff member, deacon or other ministry leader, or come forward during one of the worship service altar calls and share your desire to join Avalon Church.

2. Attendance at New Membership Classes.

3. Personal Interview

Following attendance at New Membership Classes, individuals desiring membership shall meet with an elder or appointed ministry leader to verbalize their personal testimony, and to determine the integrity of their faith and their desire to be committed to Avalon Church as a local body of believers.

4. Signed Statement of Acknowledgement and Commitment

A signed Member Statement of Acknowledgement and Commitment shall be used as an instrument to affirm one’s desire for membership, to agree with the Church’s covenant, and to serve as formal record of one’s membership.

All such candidates shall be presented to this Church and membership by adding their name to the Avalon Church membership roll.

Section 3: Designations of Membership

In an effort to properly reflect the membership of the Church, two rolls shall be maintained. These rolls shall be updated periodically.

1. Active/Resident Members: All members who reside within the Church’s ministry area or are currently active in the Church.

2. Roll of Regular Attendees (not members)

Section 4: Membership Covenant

Following is the Membership Covenant which generally outlines the responsibilities of membership at Avalon Church.

“Having been led, as we believe, by the Spirit of God to receive the Lord Jesus Christ as our Savior, and on the profession of our faith, having been baptized in the name of the Father, and of the Son, and of the Holy Spirit, we do now in the presence of God and this assembly, most solemnly and joyfully enter into covenant with one another as one Body in Christ:

TO commit ourselves as members to honor, esteem, and love our staff and one another;

TO pray for each other constantly and to manifest tender regard for our reputation;

TO walk together in Christian love by the aid of the Holy Spirit; to strive for the advancement of this Church and its ministries; to promote its prosperity and spirituality; to sustain its worship, ordinances, discipline and doctrines;

TO contribute cheerfully and regularly to the support of the ministry, the expenses of the Church, the relief of those in need, and the spread of the gospel throughout all nations; and to manage all the resources God has entrusted to us in such a way that He is glorified;

TO encourage family and private devotions; to educate our children religiously; to seek the salvation of our relatives, friends, neighbors and associates;

TO walk worthy of our calling in the world; to be just in our dealings, faithful to engagements and exemplary in our deportment; to avoid malicious use of the tongue; to keep our testimonies above reproach; and to be zealous in our efforts to advance the kingdom of our Savior;

TO seek to identify, develop and utilize our spiritual gift(s) and abilities; and to seek a place of service within the body, with the support and affirmation of the body;

TO watch over one another in brotherly love; to aid each other in sickness and distress; to cultivate Christian sympathy in feelings and Christian courtesy in speech; to be slow to take offense but always ready for reconciliation and, mindful of scriptural guidelines, to secure it without delay; and

TO pledge that when we move from this place, we will unite with some other church where we can carry out the spirit of this covenant and the principles of God’s Word.”

Section 5: Our Beliefs

About the Bible
The Bible is God’s written message to humanity which has been sovereignly preserved through the centuries. The human authors were under the supernatural guidance of the Holy Spirit so that what was written was the very Word of God. Because it is inspired by God, it is true and trustworthy without any mixture of error, and it has the power to transform lives. Therefore, it is the supreme source of authority for Christian belief and behavior. The Scriptures provide help and hope to mankind.
2Timothy 3:16, 2Peter 1:20-21, 2Timothy 1:13, Psalm 119:105,160; Psalm12:6

About God
There is one true and living God. He is the Creator and Ruler of the universe. He has eternally existed in three co-equal personalities: the Father, the Son, and the Holy Spirit. He is indescribably awesome in holiness and worthy of all possible obedience, honor and love.
Genesis 1:1,26,27, Psalm 90:2, Matthew 28:19, 1Peter 1:2, 2 Corinthians 13:14

About Jesus
Jesus Christ is the virgin born Son of God. He is co-equal with the Father. Jesus lived a completely sinless human life in thought and deed. Jesus voluntarily offered Himself as the perfect sacrifice by dying for the sins of all people who will trust in Him for salvation.
Matthew 1:22-23, Isaiah 9:6, John 1:1-5; John14:10-30, Hebrews 4:14-15, 1 Corinthians 15:3-4, Romans 1:3-4, Acts 1:9-11, 1Timothy 6: 14-15

About the Holy Spirit
The Holy Spirit is equal with the Father and the Son of God. He is present in the world to make people aware of their need for Jesus Christ. He also lives in every Christian from the moment of salvation. He provides the Christian with power for living, understanding of spiritual truth, and guidance in doing what is right. The true Christ follower seeks to live under His control daily. Evidence of the fullness of The Holy Spirit in the life of a believer is boldness to witness for Jesus Christ.
2 Corinthians 3:17, John 16:7-13; John 14:16-17, 1 Corinthians 2:12; 1 Corinthians 3:16, Ephesians 1:13, Galatians 5:25, Ephesians 5:18, Acts 1:8

About Man
Man is the supreme object of God’s creation. Made in the spiritual image of God, to be like Him in character. Man was created sinless but voluntarily chose to disobey God and forfeited his state of innocence. As a result of the original sin all people are now born with a sin nature and therefore separated from God.
Genesis 1:27, Psalm 8:3-6, Isaiah 53:6, Isaiah 59:1-2, Romans 3:2

About Satan
Satan is a distinct and literal personality. He is the unholy god of this age, the prince of the power of the air, the author of all the powers of darkness and sin. He is destined for eternal justice in the lake of fire, prepared for him, his angels and unbelievers of the ages.
1 Peter 5:8-9; Revelation 20:10

About Salvation
Salvation is a gift from God to man. Man can never make up for his sin by self-improvement or good works. Only by trusting in Jesus Christ as God’s offer for forgiveness can man be saved from the penalty of sin. Eternal life begins the moment a person receives Jesus Christ into his life by faith.
John 3:16-18 Romans 6:23, Ephesians 2:8-9, John 14:6; John 1:12, Titus 3:5, Galatians 3:26, Romans 5:1

About Eternal Security
Because God gives man eternal life through Jesus Christ, the believer is secure in that salvation for eternity. Salvation is maintained by the grace and power of God, not by the self-effort of the Christian. It is the grace and keeping power of God that gives this security.
John 10:29, 2 Timothy 1:12, Hebrews 7:25; Hebrews 10:10-14, 1 Peter 1:3-5

About the Church
The Church is a local group of baptized believers who share a common faith in Jesus Christ, commitment to the Scriptures, and follow Christ’s commission to make disciples throughout the entire world. Church members are to model the life of Christ and as such are to live holy lives. Church members also care for one another, and are to support the church with their time, talent and treasures. The two offices of the church are the pastor / teacher and servant / caregivers. Though the church utilizes these two offices, all members have equal access to God and are gifted to serve Him as ministers. The leaders of the church are to model the servant leadership of Jesus Christ. The church is a self-governing autonomous body, operating through both the representative and democratic process under the headship of Jesus Christ.
Acts 2:41, 47, Mathew 28:19-20, 1 Timothy 3:15, Philippians 1:1

About Last Things
Jesus Christ Himself will rapture His church from the earth before the great tribulation. During the seven years of tribulation, the righteous judgments of God will be poured out upon an unbelieving world, at this same time Christians will be rewarded according to their works. At the end of the tribulation Christ will establish His kingdom on the earth and Satan will be abolished for a thousand years, after which time those that have rejected Christ will be consigned to hell and believers will enter the eternal state of glory with God.
1 Thessalonians 4:16, Titus 2:13, 1 Corinthians 15:51-53, 2 Thessalonians 2:7-12, Matthew 25:31, Revelation 19 11-16, Revelation 20:10-15, Revelation 21

About Marriage
Marriage is a sacred union described by Scripture as between one man and one woman. Genesis 2:24; Matthew 19:4-6; 1 Corinthians 7:1-7; 2 Corinthians 6:14-18; Ephesians 5:31-33

Section 6: Voting Rights of Membership

Every Active/Resident Member (except those members who are under the process of Church discipline, see Article II, Section 8) shall have the right to vote on the following matters:

• Adoption of the annual General Operating Budget of the Church
• Acquisition of real property and related indebtedness
• Disposition of all or substantially all of the assets of the Church
• Merger or dissolution of the Church
• Amendments to the Bylaws of the Church
• Calling or removing the Senior Pastor
• Other matters in which the Board of Elders feels led to seek the members’ advice and counsel

Each Active/Resident Member 16 years and older is entitled to one vote. Voting by proxy is not allowed.

Section 7: Termination of Membership

Members shall be removed from the Church roll for the following reasons:

1. Death

2. Transfer of membership to another church

3. By personal request of the member

4. Dismissal by the elders according to a member’s life and conduct which is not in accordance with the Church Membership Covenant and is in such a way that the member hinders the ministry influence of the Church in the community. Procedures for the dismissal of a member shall be in accordance with Section 8 of this Article.

Section 8: Discipline of Members

Purpose The purpose of Church discipline is to glorify God by maintaining (1) purity in the Church (1 Cor. 5:6), (2) protecting believers by deterring sin (1 Tim. 5:20) and (3) promoting the spiritual welfare of the offending believer by calling him or her to return to biblical standards of doctrine and conduct (Gal. 6:1).

Process Members and all other professing Christians who regularly attend or fellowship at Avalon Church who err in biblical doctrine or conduct shall be subject to discipline according to Matthew 18:15-18. (Such person hereafter will be referred to as an “Erring Person”.) Before such discipline reaches its final conclusion:

1. It shall be the duty of any Church member who has knowledge of the Erring Person’s unbiblical beliefs or misconduct to warn and to correct such Erring Person in private, seeking his or her repentance and restoration. If the Erring Person does not heed this warning; then,

2. The warning member shall again go to the Erring Person accompanied by one or two witnesses to warn and correct such Erring Person, seeking his or her repentance and restoration. If the Erring Person still refuses to heed this warning; then,
3. It shall be brought to the attention of the Board of Elders. (It is understood that this process will continue to conclusion, whether the Erring Person leaves Avalon Church or otherwise seeks to withdraw from membership to avoid the discipline process.) The elders will appropriately investigate any allegation brought by one Church member against another. If these allegations are warranted, two or more of the elders will contact the Erring Person and seek his or her repentance and restoration. If the Erring Person refuses to be restored, the matter will be presented to the entire Board of Elders, who will act to protect the Church by removing the Erring Person’s membership and notifying the Church in accordance with Matthew 18. However, even at this point, Avalon Church will continue to pray for the restoration of the Erring Person.

Reinstatement If such dismissed member heeds the warning, demonstrates repentance, and requests reinstatement, he or she shall be publicly restored to membership through the affirmation of the Board of Elders and notification of Avalon Church membership.

Article III
Membership Meetings

Section 1: Place

Meetings of the members shall be held at a building on the Church property or at such other place or places within or outside the incorporated State as may be designated from time to time by the elders.

Section 2: General Meetings

A general meeting of the members shall be held in December of each year at such time as determined by the elders. This general meeting shall be the annual membership meeting. The primary purpose of this meeting shall be to adopt an annual General Operating Budget, to introduce any new elders and adopt amendments to the Bylaws. Subject to Section 4 of this Article, any other proper business may be conducted at this meeting.

Section 3: Special Meetings

Special meetings may be called at any time by the elders for any purpose by giving notice to the members in accordance with Section 4 of this Article.

Section 4: Notice Requirements for Membership Meetings

General Requirements Whenever members are required or permitted to take any action at a meeting, notice shall be given to members no less than two (2) weeks prior to a meeting. Notification of membership meetings shall be given in any of the following manners, which shall be deemed to be a reasonable method of calling a membership meeting:

1. Distribution of written material to the congregation in attendance at a regular weekend worship service

2. Announcement of the meeting in the Church newsletter

3. Oral announcement to the congregation at a worship service

4. Delivery by United States mail to each member identified household on the resident membership roll.

Notice of Certain Agenda Items Action by the members on any of the following proposals, other than by unanimous approval by those members present and entitled to vote, is valid only if the notice or waiver of notice specifies the general nature of the proposal:

1. Selection, rebuke, or dismissal of the Senior Pastor

2. Amending the Articles of Incorporation

3. Amending the Bylaws

4. Disposing of all or substantially all of the Church’s assets

5. Approving the acquisition of real property and related indebtedness

6. Approving the election to dissolve the Church.

Section 5: Quorum

Those members present and voting at a meeting duly noticed and called shall constitute a quorum of the membership for the transaction of business.

Section 6: Voting

Church action shall be by concurrence of a majority of members present and voting, except for the calling or removal of the Senior Pastor which shall require an affirmative vote of three-fourths (3/4) of those present and voting, and the amending of the Bylaws which shall require by affirmative vote of two-thirds (2/3) of those present and voting. All voting shall be by written ballot of those physically present at the Church meeting at which a vote is taken and no proxy votes shall be allowed.

Section 7: Rules of Order

Except where these Bylaws state otherwise, Robert’s Rules of Order shall be the accepted pattern for the transaction of all Church business. The elders shall retain the right to appoint a parliamentarian to help in all Church meetings.
The Moderator for all Church meetings shall be either the Senior Pastor or the President of the Board of Elders. In the absence of the President of Elders the Vice-President of Elders will serve as the Moderator.

The Corporate Secretary will be responsible for recording the minutes of the meeting. The minutes shall include who presided over the meeting; quorum of members, summary of actions taken at the meeting but in sufficient detail to clearly describe what was discussed and agreed upon to avoid any subsequent disputes.

Church meetings are open to any Church member desiring to attend. Visitors and nonmembers may be dismissed before meetings commence.

Article IV
Board of Elders

Section 1: Plurality of Leadership Statement

“Paul and Barnabas appointed elders for them in each church and, with prayer and fasting, committed them to the Lord, in whom they had put their trust.”
(Acts 14:23)

“Keep watch over yourselves and all the flock of which the Holy Spirit has made you overseers. Be shepherds of the church of God, which He bought with His own blood.”
(Acts 20:28)

“The reason I left you in Crete was that you might straighten out what was left unfinished and appoint elders in every town, as I directed you.”
(Titus 1:5)

The New Testament clearly teaches that the Church is to be led by a plurality of godly men. Their assignment falls into four categories: First, these men are given both the responsibility and authority to skillfully and lovingly lead the flock. Next, they are to feed the flock, offering accurate and insightful teaching of the Scripture. Third, they are to care for the flock. This care is shown in the love, concern, prayers, ministry, and adept management of Church resources. Finally, they are to protect the flock from harmful influences and beliefs.

These leaders are known by three titles, each of which reveals a separate aspect of their function. All three titles are used in 1 Peter 5:1-2;

“To the elders among you, I appeal as a fellow elder, a witness of Christ’s sufferings and one who also will share in the glory to be revealed: Be shepherds of God’s flock that is under your care, serving as overseers – not because you must, but because you are willing, as God wants you to be; not greedy for money, but eager to serve;”

They are first called “elders”. An elder (Greek “presbuteros”) is a godly leader whose wisdom and maturity are respected by God’s people. Next, these are men who give oversight. That is, they are “overseers” (Greek “episkapos”). An overseer is a person who is a good manager of resources and guardian of people. Finally, these leaders are called “shepherds”, which is also translated as “pastors” (Greek poimain”). This word refers to the role of caring for and leading the flock.

It is important to note that within the New Testament model of church organization, authority for leadership is not granted to just one individual pastor, nor is it given as democratic rule by the congregation. Instead, the Scripture states that authority for leadership is conducted by a plurality of leaders who are appointed by the Church (as delineated in the sections that follow) and accountable to God. The Scripture further teaches that when the Church supports the elders, both the Church body and individual Christians will flourish. (Heb. 13:17; 1 Thess. 5:12-13; 1 Pet. 5:1-5; Acts 20:28) These elders do not form a separated “clergy class” of Christians. Instead, the elders, some of whom fill Church vocational roles or other non-vocational roles, are brothers with the people, always seeking God’s best for the members of the Church. (Acts 14:23; Titus 1:5; 2 Cor. 8:19)

Section 2: General Scope

Avalon Church seeks to be a New Testament Church committed to the teachings of the Bible. No other authority or tradition is to guide the means, faith, or structure of the Lord Jesus Christ’s Church. The pastoral and administrative structure for a New Testament Church is to utilize a plurality form of leadership. Avalon Church will follow this scriptural example.

To achieve this New Testament model, Avalon Church requires qualified men to serve on a Board of Elders. These men must meet specific moral and spiritual qualifications before they can serve. Selection will be based on biblical directives such as: character (1 Tim. 3:1-10), giftedness (1 Cor. 12:12-31), function (Romans 12:3-8) and results (Eph. 4:11-16). They must be publicly installed into office (1 Tim. 5:22; Acts 14:23). They must be motivated and empowered by the Holy Spirit to do their works of ministry (Acts 20:28). After review, examination, and appointment, as described in this Section, men affirmed by Avalon Church to serve as elders shall constitute the “Board of Elders”. To effectively perform their duties, the Board of Elders needs the prayers, support (1 Tim. 5:17-18) and assent of members of Avalon Church (Heb. 13:17). Avalon Church is called upon to honor their Board of Elders and to protect them against false accusations (1 Tim. 5:19). Finally, if an elder falls into sin, and continues in sin, he must be publicly rebuked (1 Tim. 5:20).

The government of this Church, under the leadership of the Holy Spirit, shall be vested in the Board of Elders (except in matters reserved to the members, as defined in these Bylaws). The elders shall be selected as provided in the Articles of these Bylaws. The elders will comprise the corporate Board of Directors and shall appoint corporate officers, from within the Board of Elders.
The membership of the Board of Elders, the elders’ duties, their terms of office, and other qualifications shall be as follows:

Section 3: Qualifications and Discipline

“An overseer then must be above reproach, the husband of one wife, temperate, prudent, respectable, hospitable, able to teach, not addicted to wine or pugnacious, but gentle, not contentious, and free from the love of money. He must be one who manages his own household well, keeping children under control with all dignity…and not a new convert, he must have a good reputation with those outside the Church, so he may not fall into reproach and the snare of the devil.” I Tim. 3:2-7

“If a man be above reproach, the husband of one wife, having children who believe, not accused of dissipation or rebellion…above reproach as God’s steward, not self-willed, not quick-tempered, not addicted to wine, not pugnacious, not fond of sordid gain, but hospitable, loving what is good, sensible, just, devout, self-controlled, holding fast the faithful word…that he may be able both to exhort in sound doctrine and refute those who contradict.” Titus 1:6-9

Above Reproach Elders must be blameless, presenting no pattern of Scriptural disobedience or grounds for accusation.

Husband of One Wife Elders, if married, must be devoted spouses.

Temperate Elders must be self-controlled, enslaved to nothing, free from excesses.

Prudent Elders must be sober, sensible, wise, balanced in judgment, not given to quick, superficial decisions based on immature thinking.

Respectable Elders must demonstrate a well-ordered life and good behavior.

Hospitable Elders must be unselfish with their personal resources. They must be willing to share blessings with others.

Able to Teach Elders must be able to communicate the truth of God and exhort sound doctrine in a non-argumentative way. (II Tim. 4:2 & 2:24)

Not Addicted to Wine Elders must be free from addictions, and must be willing to limit their liberty for the sake of others.

Not Pugnacious Elders must be gentle and characterized by forbearance and tenderness – not having a quick temper.
Not contentious Elders must not be given to quarrelling or selfish argumentation.

Free From the Love of Money Elders must not be stingy, greedy or out for sordid gain. They should not be preoccupied with amusing material things, but rather should be a model of giving.

Manage Own Household Elders must have a well-ordered household, a healthy family life, and well-behaved children. (Pertains to those children still under the authority of the parents).

Not a New Convert Elders must not be new believers. They must have been Christians for long enough to demonstrate the reality of their conversion and the depth of their spirituality.

NOTE: Suggested guideline – at least two years from the time of Avalon Church Membership.

Good Reputation with Outsiders Elders must be well respected by unbelievers, and must be free from hypocrisy.

Not Self-Willed Elders must not be stubborn, insensitive or prone to force opinions on others. They must be more interested in service than self-pleasure.

Not Quick Tempered Elders must be able to exercise self-control and patience in difficult situations.

Loves what is Good Elders must desire the will of God in every decision.

Just Elders must be fair and impartial. Their judgments must be based on Scriptural principles.

Devout Elders must be reverent, continually desiring to be separated from sin. They must be devoted to prayer, the study of Scripture and the guarding of their own spiritual walk. (Acts 20:28)

Holding Fast the Faithful Word Elders must be stable in the faith, obedient to the word of God, seeking to be controlled by the Holy Spirit.

It is the Elder Board’s responsibility to discipline or remove any Board member who no longer fulfills the qualification of an elder, who fails to fulfill his responsibilities, or who violates the intent of these Bylaws. Discipline or removal shall be by unanimous vote of all elders (except the elder being disciplined or removed).
The Senior Pastor of the pastoral staff shall be a voting member of the Board of Elders. He will represent the interests of the pastoral and support staff of the Church. All other pastoral staff and support staff personnel cannot be members of the Board, even though they meet the qualifications of an elder.

Section 4: Duties

It is the elders’ duty to exercise personal holiness. Elders shall oversee, lead, shepherd, and care for the spiritual condition of the Church, as set forth in Scripture (I Timothy 5:17; Titus 1:9; I Peter 5:1-2). The Board of Elders can delegate selected ministry oversight to pastoral staff or ministry team leaders.

Specific List of Responsibilities:

1. Shepherd the Flock. Serving in all humility, elders are to guide, direct, guard and protect the members of the body, seeking to meet their needs and assist in any way possible, warning against harmful influences and guarding against false teachers. (Acts 20:35)

2. Lead Through Example. Elders are to provide a Scriptural role model and are to set a pattern before the flock of a rightly ordered life – with a single purpose, to glorify God. (1 Timothy 3:4-5; 5:17)

3. Teach and Exhort. Elders are to see that the flock is fed through insightful and accurate Biblical instruction and admonition. Teaching will be centered on equipping the members of the body to perform works of ministry. (1 Timothy 3:2; Titus 1:9-16; John 21:17)

4. Refute Those Who Contradict Truth. Elders are to confront those who are teaching what they should not teach or who are continuing in a pattern of behavior contradictory to Biblical truth. Thus, elders are to keep closing potential entrances for Satan, so that the truth of Christ will remain credible to both the congregation and the community. (Acts 20:17, 28-31; 1 Thess. 5:12)

5. Manage the Church of God. Elders are to oversee the life of the Church, with the assistance of other godly leaders. They must be people who can “rule well”. Deacon qualified men are to be selected to assist the elders in the management and ministry of the Church. (1 Timothy 5:17)

6. Pray for the Sick. Elders are to pray for the spiritual and physical well being of members of the congregation. (James 5:14-15)

Elders, like Church members, have no individual authority but must act together as a Board to represent the best interest of the Church. All Board actions are authorized by the elders passing a “resolution.” The Board of Elders has complete authority to govern the secular areas of the Church, except in matters reserved to a vote of the Church membership. The elders may also establish various advisory committees to assist them in both administrative and ministry matters.

The Board of Elders has the authority—by a majority vote of its members present and voting at a meeting in which a quorum is present—to hire, select, dismiss, and have salaries set for all pastoral staff positions. The congregation has the authority to hire, select and dismiss the Senior Pastor. All other support staff positions shall be hired, selected, dismissed, and have their salaries set by the Senior Pastor or Executive Pastor after consultation with the Board of Elders.

The Board of Elders shall have any other duties and responsibilities that are described in these Bylaws.

Section 5: Election and Term of Service

While the Bible does not give instruction as to the number of elders a Church should have, it is recognized that there must be a plurality. Therefore, both the number of elders annually selected and the number of elders serving on the Board of Elders at any one time shall be unlimited. The Holy Spirit shall call specific men to serve as elders and we will consider these men adequate to serve as our Board of Elders.

Each elder, upon appointment, shall be asked for a one-year commitment, subject to review, recommitment and reaffirmation by the Board of Elders each year. The normal term of service shall be three years. During the period of annual review, both the individual and the other elders shall evaluate his continued service as an elder, again considering the biblical qualifications as well as any personal factors that might affect his service. An individual’s service as an elder may be discontinued by his own decision, or by the unanimous decision of the other elders.

A person leaving the Board of Elders would not preclude his service as a future elder, subject to the regular elder selection process.

Section 6: Vacancy

If any vacancy occurs on the Board of Elders, the vacancy may be filled by a unanimous vote of the members of the Elder Board. The man selected to fill the vacancy shall serve until the next Annual Meeting. Elders can take leaves of absence and be reinstated to active service as described in the Bylaws.

Section 7: Oversight and Election of Corporate Officers

Annually, the Board of Elders, in their capacity as the corporate Board of Directors, will elect the corporate officers. These officers are the President, Vice-President, Treasurer, and Secretary.

These individuals shall act as the administrative officers of both the Board of Elders and the Corporation. The officers shall all be under the control and direction of the Board of Elders. As administrative officers of the Corporation, they shall have the same duties and responsibilities as the same officials in a corporation formed for profit. They may also have other duties as directed or delegated by the Board of Elders or by these Bylaws. Active elders will serve as the directors of the Corporation.

These administrative officers shall function as the trustees of Avalon Church. They manage Avalon Church property, both real and personal, as fiduciaries. They shall represent Avalon Church in all of its legal matters. They will directly report to the Board of Elders and provide periodic reports to the Board. When a Corporate Officer properly signs a contract on behalf of the corporation, only the corporation is bound, not the Corporate Officer.

At no time shall any employee, other than the Senior Pastor serve as a corporate officer of the Church.

Specific List of Responsibilities:

1. To assist the Board of Elders and the Senior Pastor in the administrative oversight of the Church. To determine and ensure that all of the administrative committees of the Church are performing their designated responsibilities.

2. Provide oversight and development for all legal, financial and executive related committees. Review and update the fiscal policies and procedures and responsibilities of these committees.

3. Perform and maintain a fiduciary responsibility to the Church in all legal, financial and executive matters.

4. Review and make recommendations for Bylaws and Articles of Incorporation revisions.

5. Execute all legal documents relative to contracts, Church property and other business matters as conditioned by these Bylaws.

6. Participate in the strategic planning of the Church.

Section 8: Meetings and Quorum

The Board of Elders will hold regular meetings at a time and place decided by the Board. The Annual Meeting of the Board of Elders acting in their capacity as the corporate Board of Directors will correspond with the Church Annual meeting. A quorum for Elder Board meetings shall consist of a majority of the voting members. For approval of any matters before the Board, a majority vote of those members of the Board who are present, at which a quorum is present, shall be necessary unless specified elsewhere in these Bylaws.

Section 9: Nomination of Elders

Scripture gives evidence of the first elders being appointed by the founders of the Church. By this example it is implied that the existing spiritual leadership of a church must be intimately involved in the process of selecting elders, so as to ensure that the selection process is based on spiritual rather than superficial qualifications.

In September of each year, the elders currently serving shall determine the number of positions, if any, to be filled that year on the Board of Elders. If the elders determine that additional elders are needed, they shall consider men who meet the qualifications of Section 3 of this Article and who are called by the Holy Spirit. Appointment will be by unanimous vote of the members of the Board of Elders.

It is recognized that almost all Avalon Church pastors will meet elder qualifications, but due to the need for uncompromised levels of spiritual authority, the Senior Pastor will serve on the Board of Elders as the only staff elder being accountable for and a representative of all staff positions. No other pastoral or support staff person may serve as a member of the Board of Elders. However, their presence can be requested for elder meetings. Furthermore, not more than one member of a family of the Church or one participant in a close personal relationship shall serve on the Board of Elders at any given time.

As stated in Section 5 of this Article, each elder, upon appointment, shall be asked for a one-year commitment, subject to review, recommitment and reaffirmation by the Board of Elders each year. This annual appointment will be made part of the annual membership meeting, which is held in December of each year.

Article V
Church Leadership

Section 1: Overview of Church Leadership

The Board of Elders has final authority over all matters of Avalon Church. The Senior Pastor has responsibility over all paid staff of the Church. Deacons will assist the elders in meeting ministry and administrative needs of the Church as they arise. Committees and Ministry Teams may be established to perform works of administration or ministry as outlined in their specific Position Descriptions.

Section 2: Senior Pastor

Duties of the Senior Pastor As mentioned in Article IV, Section 9 of these Bylaws, the Senior Pastor will serve on the Board of Elders as the only staff elder, being accountable for and a representative of all staff positions. Compensation paid to the Senior Pastor by Avalon Church is for services rendered as the Senior Pastor of the Church. The Senior Pastor’s service on the Board of Elders and Board of Directors is considered entirely voluntary and is not compensated.

In addition to his ministering role as an elder, the Senior Pastor is primarily to be a teacher of the Word of God — the Bible. He is to teach and exhort by precept and example. His goal is to help develop mature believers through insightful and accurate presentation and proclamation of the Word, equipping them to effectively perform works of ministries within the Body of Christ. Thus, the Senior Pastor shall not be responsible to minister in areas unrelated to his primary function as a teaching and equipping elder. To burden the Senior Pastor with other functions (i.e. administration, counseling, visitation, etc.) is to rob him of study time and devotion to the Word. As shepherds of the Church, it is one of the roles of the Board of Elders to appoint other leaders with complementary gifts to undertake areas and aspects of the ministry that cannot and should not be filled by the Senior Pastor.

The Senior Pastor is also responsible as a member of the Board of Elders to lead the Church to function as a New Testament Church and ultimately achieve its mission, statement of purpose and ministry objectives and goals. This individual is to give oversight direction and leadership to the ministries of Avalon Church. The Senior Pastor shall be an ex-officio member of all committees and ministry teams, and his leadership shall be recognized in all of them. The Board of Elders will prepare a Position Description for the Senior Pastor, which outlines more specific responsibilities and duties.

Election of Senior Pastor The Senior Pastor shall be chosen and called by the Church whenever a vacancy occurs. His election shall take place at a Church meeting called specifically for that purpose.

Pastor Search Committee When a vacancy in the Senior Pastor position exists the Board of Elders will be responsible for screening all resumes, interviewing applicants, and confirming the qualifications and experience of top candidates. Their recommendation will constitute a nomination.

The Board of Elders will then bring their recommendation to the Church members; the affirmative vote, by written ballot, of three-fourths (3/4) of those present is necessary for an affirmed choice of the Senior Pastor. The Senior Pastor, thus elected, shall serve until the relationship is terminated by his or the Church’s request pursuant to the following section.

The Board of Elders is responsible for contract negotiations with the candidate.

The Senior Pastor’s call will detail the annual evaluation process. It will also identify specific ministry objectives for the Church and detail information related to compensation, fringe benefits, authority and responsibility.

Tenure of Office of Senior Pastor The tenure of the office of Senior Pastor may be terminated at any time by the Senior Pastor or the Church. If the Senior Pastor relinquishes the office, he may do so by giving at least four (4) weeks notice at the time of resignation.

The Church may declare the office of Senior Pastor to be vacant if circumstances dictate. Such action shall take place at a meeting called for that purpose, with at least a two (2) weeks written notice given to all members. The meeting may be called only upon the recommendation of three-fourths (3/4) of the Board of Elders with three-fourths (3/4) of the Deacon Board. The moderator of this meeting shall be the Chairman of the Elders or, in his absence, the Vice-Chairman of the Elders. The vote to declare the office of Senior Pastor vacant shall be by written ballot with three-fourths (3/4) affirmative vote of those present.

Section 3: Other Pastoral Staff

Pastors (excluding the Senior Pastor) are called to serve by the recommendation from the Board of Elders and are empowered by the elders for running the day-to-day ministry operations of the Church. Pastors can act individually to enter into transactions regarding their specific area of ministry, conditioned upon budgetary constraints, but they are subject to the oversight of the Board of Elders and authorization levels given to them by the Senior Pastor and the Board. If a pastor exceeds his or her authorization level in a church transaction, the pastor may be held personally responsible for any obligations incurred as a result. The Senior Pastor is responsible, and will be held accountable to the Board of Elders, for the oversight of all pastoral staff of the Church.

Position Descriptions shall be written when the need for a staff member is determined. Recommendations for individuals to fill new or vacated positions will be presented to the Board of Elders for their approval. New pastoral staff positions will be formally introduced to the membership of the Church.

Section 4: Adjunct Pastor

Adjunct Pastors are called to serve in limited capacity as members of the pastoral staff by the recommendation of the Board of Elders and are empowered by the elders for the oversight of a specific ministry wherein they have expertise. As such, Adjunct Pastors will be thoroughly interviewed to ensure they are of like faith but may not be required to become members of Avalon Church.

Adjunct Pastors are not authorized to enter into financial transactions regarding their or any other ministry, regardless of an approved budget line item. All required transactions will be accomplished through the Executive Pastor. The Senior Pastor is responsible, and will be held accountable to the Board of Elders, for the oversight of Adjunct Pastors.

Section 5: Support Staff

The oversight of support staff members will be performed by the Executive Pastor in consultation with the Board of Elders. Guidelines for the hiring and termination of support staff positions are documented in the Personnel Section of the Policies and Procedures Manual.

Section 6: Deacon Board

General Scope Deacons are the servant-ministers of the Church. Their purpose is to relieve the elders of the multitude of practical duties of caring for the flock. No specific, on-going deacon roles are mentioned in Scripture, probably because service needs change, and so the role of the deacons must remain flexible. Perhaps this is why qualifications for deacons are stressed in Scripture rather than specific tasks. Deacons are to give their primary attention toward caring for the congregation’s physical welfare. Deacons have the honor of modeling, for the local Church and the lost world, God’s compassion, kindness, mercy, and love. As the Church compassionately cares for people’s needs, the world sees a visible display of Christ’s love, which will draw some people to the Savior. Deacons are to be an example of commitment, unity, and harmony in their service.

Examples of specific service would be: the collectors of funds, the distributors of relief, and agents of mercy. They help the poor, the jobless, the sick, the widowed, the elderly, the homeless, the shut-in, and the disabled. They comfort, protect, and encourage people, and help to meet their needs. Although they do in many ways meet spiritual needs of those whom they serve, their primary service is related to physical needs.

Election, Terms of Office Deacons shall be selected by the Board of Elders. The Deacons so elected shall take office on January 1 following their selection and shall serve on a three (3) year rotational basis. There is no obligation to constitute as an active Deacon a person who comes to the Church from another congregation where he served as an active Deacon.

Rotation The term of office of Deacons shall expire on December 31 of their third (3rd) year of service. After serving as a Deacon, no man shall be eligible to serve another term until the lapse of at least one (1) year.

Qualifications Any man who is a member of the Church over twenty-five (25) years of age and meets the qualifications of Scripture shall be eligible for the office of Deacon, provided he is willing and able to serve. He shall also have been an active member of the Church for a period of at least one (1) year at the time of his election. Any man joining Avalon Church by profession of faith shall have been an active member of this Church for a period of at least two (2) years at the time of his selection.

He shall also meet the qualifications of Acts 6:3 and 1 Timothy 3:8-13. His duties are Church wide, covering areas of need, ministry, soul winning, etc. It is his duty to be a positive encouragement in all matters concerning the welfare of the Church, but it is understood that he does not have authority over the Church, except when that authority has been delegated by the Board of Elders. The Deacon Board will be the primary pool of spiritually qualified individuals who the elders will use to assist them in meeting ministry and administrative needs of the Church as they arise. Each deacon must be supportive of the elders, Senior Pastor, staff, and ministry philosophy of Avalon Church.

Section 7: Corporate Officer Positions and Responsibilities

The President presides over Board of Elders and Board of Directors meetings and is responsible for preparing meeting agendas and leading such meetings.

Vice-President — The Vice-President will serve in the absence of the President and perform other duties delegated by the President.

Treasurer — The Treasurer presents monthly financial reports at Board of Elders meetings and keeps the Board of Elders informed regarding the general operating budget. Additionally a financial report will be presented at the annual Board of Directors meeting. The Treasurer assists in managing the Church’s investment portfolio and reviews all investment transactions for appropriateness. This person is responsible for working to ensure a high level of fiscal integrity over the financial affairs of the Church.

Secretary — The Secretary takes minutes of the Board of Elders and Board of Directors meetings and mails them to the Board of Elders members on a timely basis. A staff person could be selected to perform the task of taking minutes at these meetings. This would allow the Secretary to more fully participate in Committee proceedings. It is the responsibility of the Secretary to review all minutes of the Board of Elders and Board of Directors. These minutes will be reviewed for accuracy and completeness before they are filed in the church office as permanent records. The Secretary will be responsible for maintaining these minutes in an orderly manner and retrieving such information when needed. This individual will also be responsible for the minutes of all congregational meetings and maintain accurate membership information for the purpose of determining quorums. The Secretary must be familiar with Robert’s Rules of Order since he acts as the Board’s parliamentarian.

The Secretary may prepare correspondence on behalf of the Board of Elders and Board of Directors, execute corporate papers, arrange for notary services and perform other assigned duties.

All legal instruments that must be signed for the Corporation shall be signed by the President or Vice-President, and attested to by the Secretary. When a Corporate Officer properly signs a contract on behalf of the corporation, only the corporation is bound, not the Corporate Officer.

Section 8: Committees

Committees may be established by the Board of Elders. The purpose for establishing committees is to assist the elders and staff in doing the administrative works of ministry in a “decent and orderly” manner. Committees will possess certain authority and responsibility levels of the corporate Church as delegated by the Board of Elders.

Section 9: Ministry Teams

Ministry Teams exist to perform specific roles of ministry. Teams perform ministry best when they are performed by a plurality. Teams are the basic organizing units of Avalon Church to accomplish its ministry goals within the guidelines of our Purpose Statement. These teams devise and carry out the numerous ministries of Avalon Church. Unlike committees, their primary role is not to exercise administrative responsibilities or set policy. Ministry Teams will possess no authority or responsibility level of the corporate Church and are not subject to any service rotation system. Rather, they are the “hands and feet” of the body of Christ. A team is a small group of people with complementary skills committed to a common purpose or goal and for which they are willing to be mutually accountable. Teams are an effective way to help people identify their spiritual gifts and to empower them with a passion for ministry. Teams may exist for a very short term to perform a specific ministry or may be ongoing in nature. On going Ministry Team members will generally be enlisted for one year of service and re enlisted as needed every year. Ministry Teams may vary in size depending upon their specific purpose and upon those available to serve in that capacity. Each Ministry Team will function under a Ministry Position Description, which will outline their primary ministry purpose and briefly describe anticipated duties and responsibilities. Such descriptions are needed so as to assure that the ministry function is in fact fulfilling Avalon Church’s purpose statement and ministry objectives and goals. The Pastoral Staff shall give overall supervision to all teams and oversee the selection of the team leaders.

The Organizational Manual of the Church discloses all Ministry Teams and their respective Ministry Position Descriptions.

Article VI
Indemnification of Elders, Officers,
Employees and Other Agents

Section 1: Definitions

For the purpose of this Article,

Agent “Agent” means any person who is or was an elder, director, officer, trustee, employee or other agent of the Church, or is or was serving at the request of the Church as an elder, director, officer, trustee, employee or agent of another foreign or domestic corporation, partnership, joint venture, trust or other enterprise, or was an elder, director, officer, employee or agent of a foreign or domestic corporation that was a predecessor corporation of the Church or of another enterprise at the request of such predecessor corporation.

Proceeding “Proceeding” means any threatened, pending or completed action or proceeding, whether civil, criminal, administrative or investigative.

Expenses “Expenses” include, without limitation, all attorneys’ fees and any other expenses incurred in the defense of any claims or proceedings against an agent by reason of his position or relationship as agent and all attorneys’ fees, costs, and other expenses incurred in establishing a right to indemnification under this Article.

Section 2: Successful Defense by Agent

To the extent that an agent of the Church has been successful on the merits in the defense of any proceeding referred to in this Article, or in the defense of any claim, issue, or matter therein, the agent shall be indemnified against expenses actually and reasonably incurred by the agent in connection with the claim. If an agent either settles any such claim or sustains a judgment rendered against him, then the provisions of Sections 3 through 5 of this Article shall determine whether the agent is entitled to indemnification.

Section 3: Actions Brought by Persons Other than the Church

Subject to the required findings to be made pursuant to Section 5 below, the Church shall indemnify any person who was or is a party, or is threatened to be made a party, to any proceeding other than action brought by, or in the right of, the Church, to procure judgment in its favor, an action brought under State or Federal law, by reason of the fact that such person is or was an agent of the Church for all expenses, judgments, fines, settlements, and other amounts actually and reasonably incurred in connection with the proceeding.

Section 4: Action Brought by or on Behalf of the Church

Claims Settled Out of Court If any agent settles or otherwise disposes of a threatened or pending action brought by or on behalf of the Church, without court approval, the agent shall receive no indemnification for either amounts paid pursuant to the terms of the settlement or other disposition or for any expenses incurred in defending against the proceeding.

Threatened Pending or Completed Actions Against Agent The Church shall indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending or completed action brought by or in the right of the Church, or brought under State or Federal law, to procure a judgment in its favor, by reason of the fact that the person is or was an agent of the Church, for all expenses actually and reasonably incurred in connection with the defense or settlement of that action, provided that both the following are met:

1. The determination of good faith conduct required by Section 5 below, must be made in the manner provided for in that section; and

2. Where the agent has actually been adjudged liable to the Church in the performance of such person’s duty to the Church, unless, and only to the extent that the court in which such proceeding is or was pending, shall, upon application, determine that, in view of all of the circumstances of the case, the agent is fairly and reasonably entitled to indemnity for the expenses incurred. If the agent is found to be so entitled, the court shall determine the appropriate amount of expenses to be reimbursed.

Section 5: Determination of Agent’s Good Faith Conduct

The indemnification granted to an agent in Sections 3 and 4 of the Article is conditioned on the following:

Required Standard of Conduct The agent seeking reimbursement must be found, in the manner provided below, that he acted in good faith, in a manner he believed to be in the best interest of the Church, and with such care, including reasonable inquiry as an ordinarily prudent person in a like position would use in similar circumstances. The termination of any proceeding by judgment, order, settlement, conviction, or on a plea of nolo contendere or its equivalent, shall not, of itself, create a presumption that the person did not act in good faith or in a manner which he reasonably believed to be in the best interest of the Church or that he had reasonable cause to believe that his conduct was unlawful. In the case of a criminal proceeding, the person must have had no reasonable cause to believe that his conduct was unlawful.

Manner of Determination of Good Faith Conduct The determination that the agent did act in a manner complying with Section 5 above shall be made by:

1. The elders by a majority vote of a quorum consisting of elders who are not parties to the proceeding; or

2. Approval of the Church membership, with the persons to be indemnified not being entitled to vote thereon; or

3. The court in which the proceeding is or was pending. Such determination may be made on application brought by the Church or the agent or the attorney or other person rendering a defense to the agent whether or not the application by the agent, attorney or other person is opposed by the Church.

Section 6: Limitations

No indemnification or advance shall be made under this Article, except as provided in Sections 2 or 5, in any circumstances when it appears:

1. That the indemnification or advance would be inconsistent with a provision of the Articles of Incorporation, the Bylaws, a resolution of the Board of Elders, or Church membership, or an agreement in effect at the time of the accrual of the alleged cause of action asserted in the proceeding in which the expenses were incurred or other amounts were paid, which prohibits or otherwise limits indemnification; or

2. That the indemnification would be inconsistent with any condition expressly imposed by a court in approving a settlement.

Section 7: Advance of Expenses

Expenses incurred in defending any proceeding may be advanced by the Church before the final disposition of the proceeding on receipt of an undertaking by or on behalf of the agent to repay the amount of the advance unless it is ultimately determined that the agent is entitled to be indemnified as authorized in this Article.

Section 8: Insurance

The Board of Elders may adopt a resolution authorizing the purchase and maintenance of insurance on behalf of any agent of the Church against any liability asserted against or incurred by the agent in such capacity or arising out of the agent’s status as such, whether or not the Church would have the power to indemnify the agent; provided, however, that the Church shall have no power to purchase and maintain such insurance to indemnify any agent of the Church for violation of State or Federal laws.

Article VII
Ordaining, Licensing and Commissioning

Section 1: Ordaining and Licensing Pastors

Any present member of this Church, or former member now serving in ministry at another location, who by his piety, zeal, and aptness to preach and teach gives evidence that he is called of God to the work of the ministry may, after examination by the Senior Pastor and elders as to his Christian experience, be ordained or licensed by the Church to the Christian ministry.

When a Church of like faith and order shall have called a member of this Church to its staff and shall have requested in writing that he be ordained, this Church shall consider such request. Should a decision be made to proceed, the Board of Elders shall authorize and direct the Senior Pastor to assemble an ordination council of ordained pastors of the Gospel of like faith and order and elders of like faith and order who shall perform the ceremony of ordaining this member to the Gospel ministry in the name of, and in the presence of the Church.

Section 2: Commissioning Missionaries

Any present member of this Church, or former member now serving in ministry at another location, who by his or her leading and convictions feel called of God to the work of missions may, by a vote of a majority of the Board of Elders and after examination by the Senior Pastor as to his or her Christian experience, be commissioned by the Church to missionary related service.

Article VIII

Avalon Church is autonomous and maintains the right to govern its own affairs, independent of any denominational control. However, the Bible teaches that local churches should seek voluntary fellowship with other doctrinally sound churches. This association is to provide help and encouragement while working together as the Lord directs. This is a voluntary association that in no way involves the surrender of the individual church’s freedom or dependence upon God.

Through the years, Avalon Church has also associated with other Christian ministries. All of our affiliations are to be with churches and organizations that are biblically sound in doctrine and practice.

Article IX
Fiscal Year

The fiscal year of the Church shall begin on January 1 and end December 31 of each year.

Article X
Integrated Auxiliary Ministries

• Every ministry organization or society within this Church will be an integral part of the Church and not an entity in itself. They shall, therefore, have as their aims and objectives that of assisting the Church in discharging the obligations and responsibilities, which it has imposed upon itself, rather than having separate aims and objectives, which usually act as divisive forces. The elders will preside over all such integrated auxiliary ministries, and may develop additional ministries as the need arises.

Article XI
Fiscal Responsibilities

Section 1: Accounts, Books and Records

Avalon Church shall maintain, at the minimum but not limited to, adequate and accurate books and records of accounts (financial records); written minutes of the proceedings of its membership, Board of Elders and committees; records of the membership of the Church, setting forth the members’ names and addresses; and contribution records of contributors. All such records shall be kept at its principal place of business (computerized information and backups may be kept off site for security and reliability reasons). The adequacy and accuracy of these records shall be overseen by the Board of Elders.

Section 2: Organizational and Policies and Procedures Manuals

As noted in the Preamble to the Bylaws, these Bylaws are to provide “general” guidance on organization, governance and operation, based upon biblical principles and practices. However, due to the size and complexity of Avalon Church’s organizational structure and ministry operations, it becomes not only necessary, but also prudent, to provide “additional” guidance regarding organizational and operational matters. This additional guidance shall be documented in the official Organizational and Policies and Procedures Manuals of Avalon Church.

If a conflict between doctrine, philosophy of ministry, Church policies, operating procedures, position descriptions, or any other related organizational or operational matters of the Church arise, the content in these manuals shall address an appropriate method for solution. If these manuals do not address the conflict, then it must be brought to the attention of the Board of Elders.

Section 3: Inspection of Records, Reports and Documentation

Every active/resident member shall have the absolute right, at any reasonable time, to inspect all records, reports and documentation of every kind (with the exception of personnel salaries, contribution records and confidential counseling sessions) and the physical properties of Avalon Church. The Board of Elders, if necessary to maintain good order, may restrict and limit the number of inspections or establish an orderly manner for such to be conducted. But in no event shall a reasonable inspection of the books and records be denied to an active/resident member.

A copy of the Organizational Manual and Policies and Procedures Manual shall be maintained in the Church Office for inspection by Church members.

Article XII
Amendments to the Bylaws

These Bylaws or any provision of them may be amended at any time by the Board of Elders, with affirmation of change, as reflected by a two-thirds (2/3) vote of the members present at any special or regular Church membership meeting at which a quorum is present.

1. Adopted by resolution of the corporation’s Board of Directors on December 12, 2008.

2. Amended by resolution of the corporation’s Board of Directors on March 5, 2011 to include the addition of the following sentence to Article IV, Section 7 and Article V, Section 6 to clearly establish that legal documents properly signed by a Corporate Officer of Avalon Church imposes no personal, including financial, obligation upon that Corporate Officer:

“When a Corporate Officer properly signs a contract on behalf of the corporation, only the corporation is bound, not the Corporate Officer.”

3. Amended by resolution of the corporation’s Board of Directors on April 16, 2011 to include the addition of a new Section 5 – Our Beliefs to Article II – Membership to formally record the foundational beliefs of Avalon Church, including clear statements regarding marriage; and the addition a new Section 4 – Adjunct Pastor (and renumbering of subsequent sections) to Article V – Church Leadership to describe the position of Adjunct Pastor.

Dr. Vijay Nair